ThZeal - The Zeal

8-K 1 idsl_8-k.txt RIVERSOURCE LIFE INSURANCE COMPANY UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 31, 2006 RIVERSOURCE LIFE INSURANCE COMPANY, FORMERLY KNOWN AS IDS LIFE INSURANCE COMPANY (Exact name of registrant as specified in its charter) MINNESOTA 333-114888 41-0823832 (State or other jurisdiction Commission File Number (IRS Employer of incorporation) Identification No.) 55 AMERIPRISE FINANCIAL CENTER MINNEAPOLIS, MN 55474 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (612) 671-3131 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 1.01 ENTRY INTO MATERIAL DEFINITIVE AGREEMENTS The information contained on the Form 8-K electronically filed by IDS Life Insurance Company ("IDS Life") on or about March 22, 2006 (the "March 22, 2006 8-K") relating to the mergers of American Enterprise Life Insurance Company ("AEL") and American Partners Life Insurance Company ("APL") into IDS Life (the "AEL and APL Mergers"), pursuant to the terms of the respective Agreements and Plans of Merger, both dated March 17, 2006 (the "AEL and APL Agreements"), is incorporated herein by reference. The AEL and APL Agreements attached to the March 22, 2006 8-K as Exhibits 99.1 and 99.2 are also incorporated herein by reference. ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION On the March 22, 2006 8-K, IDS Life disclosed that it would be changing its name to RiverSource Life Insurance Company, effective December 31, 2006. On April 15, 2006, IDS Life amended its Certificate of Incorporation, changing its name to RiverSource Life Insurance Company ("RiverSource Life") effective December 31, 2006. A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1 and is incorporated herein by reference. ITEM 8.01 OTHER EVENTS The Articles of Merger of AEL into IDS Life and APL into IDS Life, filed with the Insurance Department of Indiana on April 21, 2006, and with the Insurance Department of Arizona on October 18, 2006, respectively, provide that the AEL and APL Mergers became effective on December 31, 2006. Pursuant to the AEL and APL Mergers, RiverSource Life has acquired all of AEL's and APL's issued and outstanding shares, property, and debts. In particular, without limiting the foregoing, the Separate Accounts of AEL and APL (the "Separate Accounts") have been transferred to and vested in RiverSource Life as though they had originally been established by it. RiverSource Life will make all required future reports pursuant to Section 15(d) of the Securities Exchange Act of 1934 regarding the Separate Accounts. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RIVERSOURCE LIFE INSURANCE COMPANY (formerly known as IDS Life Insurance Company) (REGISTRANT) By: /s/ Bruce H. Saul ---------------------------------------- Name: Bruce H. Saul Title: Vice President DATE: January 2, 2007